Changes to the law on companies, law on bankruptcy and public debt law

UniCredit Bank Serbia JSC
Summary: 
On 7 December 2018, the Serbian Parliament adopted amendments and supplements to the laws governing companies, bankruptcy and public debt which were subsequently published in the Official Gazette of the Republic of Serbia, no. 95/2018 on 8 December 2018.
Wed, 12/12/2018

In order to implement the arrangement with the International Monetary Fund, changes have been made to the Law on Public Debt. The most significant change is the introduction of a new financial institution of primary dealers which has the aim to help the Government to increase market liquidity and reduce costs of borrowing. Government has still to define general conditions for authorized participants and primary dealers in the primary market and prescribe general conditions for transactions with financial derivatives executed by the Republic.  Changes will become effective as of 16 December 2018.    

An important change introduced by the Law on Amendments and Supplements to the Law on Companies relates to decision on disposal of high value assets. The adoption of a decision on disposal of high value assets is a precondition for activating the dissenting shareholder’s right. In case a shareholders assembly adopts a decision on disposal of high value assets in order to conclude a contract on public-private partnership or concession, amendments to such a contract, would not require new decision on disposal of high value assets[MD(B-H-UG1]  to be adopted by the shareholders assembly. This provision of the Law is valid only if amendments to the contract are made by respecting applicable procedure. Changes to the Law became effective as of 9 December 2018. 

The amendments and supplements to the Law on Bankruptcy strengthen the role of creditors in the bankruptcy procedure by enabling them to influence the choice of bankruptcy administrator and propose reorganization plan, in line with the law. Changes to the Law became effective as of 9 December 2018. 

 

Impact on investors: Legal ground for introduction of primary dealers in the Serbian Government debt securities market has been created with recent changes to the Public Debt Law and will be in effect as of 16 December 2018. By amending and supplementing the Law on Bankruptcy, as of 9 December 2018, creditors gained a more prominent role in the bankruptcy procedure. Clarification on the requirement for decision on disposal of high value assets in case of public-private partnership and concessions has been made and is in effect as of 9 December 2018.